A/N: Wow, good feedback from Chapter 1! Thanks for the reviews, here's chapter two. Read, enjoy, and review! (in that order.) My beta (AnnaSmiles) is awesome, as always.

I heard his voice, cold and furious, as I closed the door behind me.

"What the hell do you think you're doing, Remus?" demanded James.

"Looking out for a friend," replied Remus calmly, "who's very upset at the moment because someone was very unkind to her." I admired Remus' nerve; I could almost see James growing angrier still. I did not want to listen, but could not bring myself to move away.

"As I remember it, she was the one who hit me!" yelled James.

"And why do you think she did that, James?" asked Remus, whose voice remained the same, even as James' grew louder and more furious.

"I don't know! Everyone else laughed; it was hardly just me, was it?" When Remus did not reply, James continued, "And anyway, that's hardly an excuse for you to bring her up here and start groping her!"

I felt myself growing angry now. I refrained, with difficulty, from bursting back into the room and giving James another smack across the face. Remus, it seemed, shared my feelings.

"I was not groping her!" he said, his voice finally increasing in volume. "I was comforting her, you daft git! You weren't the one that burst into tears after she hit you!"

"I... she... what?" James stammered, so taken aback that he forgot to shout. "Tears? Seriously?"

"Yes, James, she was in tears," said Remus. "She's pretty well fed up of you, to be honest. The way you go around hexing everyone, the way you treat her... well, she's had enough of it."

"The way I treat her?" said James. He sounded defensive now, and slightly confused. "What do you mean?"

Remus appeared to contemplate the question before answering. "You treat her... well, a bit like an object, Prongs." I noted the first use of the Marauder nickname and felt relieved; the conversation had finally returned to friendly ground.

Then I heard a new voice, that of Sirius Black, who interjected, "That's a bit harsh, Moony."

But Remus continued as though he hadn't heard Black speak. "Do you ever really think about how she's actually feeling?"

"Well... yeah... sometimes," said James, but he sounded unsure. I snorted derisively; then froze, horrified, wondering if they'd heard me. They appeared to have missed it, however, and continued.

"So why did you laugh at her in Potions? And why do you still go around hexing people, despite the fact that she made it very clear to you last year what she thought of it?" asked Remus. There was silence for a moment; then I heard the creak of bedsprings. I assumed James had sat down.

"Moony... she really hates me, doesn't she?" came his muffled voice. It sounded as though he had his head in his hands.

"Probably," agreed Remus, "but not completely, I don't think. She wouldn't care so much if she really hated everything about you." It took me a moment to register what Remus had said. Was he implying that I actually gave a damn about James Potter? But before I'd fully grasped this, he continued, "Look, I know you really like her. I know the reason you mess around so much is to get her attention, but you're going about it the wrong way. Lily is a very kind and compassionate person, and probably sees you as an arrogant bully. Other people find what you do funny, but not Lily. So if you really want to get her to like you, you've got to stop."

There was silence for quite a long time. Then James said quietly, "Thanks, Moony."

"D'you want to go down to dinner?" asked Remus.

"Um…no, you go. I'll stay up here for a bit, I reckon," said James. I heard Remus and Sirius walk across the dormitory, Peter scurrying quickly behind them, and hastily retreated downstairs into the Common Room.

I watched the three of them out of the corner of my eye as they walked towards the portrait hole. They all looked over at me: Sirius looking calculating, Peter fascinated, and Remus slightly apologetic. I gave them a few minutes head-start; then followed them down to the Great Hall. The three Marauders were sitting at the far end of the table with their heads together, talking quietly and looking serious. I sat as far away as possible, between my friends Emmeline and Alice. Emmeline, who was going out with Remus, was staring down the table at him and his two companions and did not immediately notice my presence.

"Um… are you okay, Lily?" asked Alice, sounding concerned. Obviously news of the incident in Potions had spread, but I did not particularly want to discuss it.

"Fine, thanks," I said, with a rather forced smile. She shared a meaningful look with Emmeline, who had looked round when Alice had spoken, but the two of them did not press the issue.

I steered the conversation towards the amount of homework the sixth-years had at the moment, which lasted us through dinner. After I had finished eating, I proceeded back up to the common room to make a half-hearted start on said homework but gave up after a little over an hour, finding it difficult to concentrate. I had not seen James at all since leaving the boys' dormitory before dinner; I assumed he was still there. However, just as I finished packing my books back into my bag and swinging it over my shoulder, the portrait of the Fat Lady opened, and he clambered through it.

He caught sight of me and for a second seemed to hesitate, unsure of himself. Then he walked straight towards me. He had his broom in his hand and looked windswept, evidently having been flying. I could not begin to imagine why; the last match of the season was weeks away and there was no practice tonight.

He stopped in front of me and again hesitated. Then he said, "Um, hi, Lily." I returned the greeting in an even tone. He took a deep breath, and then did something I'd never heard him do to anyone before.

He apologised.

"Lily," he said, looking directly into my eyes, "I- I wanted to say sorry for laughing at you in Potions. It was mean and I shouldn't have done it. I'm… I'm sorry."

I was genuinely speechless. After a few seconds, I replied, "Oh. Um, that's okay. I'm sorry too; you know, for hitting you."

He gave a small smile and said, "No worries." I felt a strange feeling in my stomach. We stood there looking at each other for several seconds before he said, "Well…um… goodnight."

I smiled back at him and said, "Goodnight, James." He blushed slightly; then turned and walked up to the boys' dormitories. I climbed up to my room and began getting ready for bed despite the fact that it was only 9 o'clock.

As early as I went to bed that night, I found it hard to sleep. As I lay there, staring up at the hangings of my four-poster, I wondered whether Remus might actually have a point.